Never Saw It Coming
by Remember How I Used To Be
Summary: Angela Demona once wanted to save the world, but after she is mocked by everyone at school and made a Sidekick she vows to become the most powerful villainess in the world. She will destroy all Heroes in her path, saving her Hero for last.
1. Prologue

**Prologue**

"What's your name, what's your power?" Coach Boomer asked as the nervous girl took the platform.

"Angela Demona," she murmured, tucking a strand of ink black hair behind her ear. "I can eat or drink anything without any side effects."

"That's it?" Coach Boomer looked at her in bored disbelief.

"Um, yeah?"

"You look pretty anorexic, maybe that's what you mean by eating anything without side effects. Sidekick," he said without sparing her another glance.

Angela left the platform amidst her classmate's snickers.

"You next," Coach Boomer said, pointing to a boy clad in worn jeans and a black leather jacket.

The boy got onto the platform.

"Warren Peace," he said gruffly. Murmurs went through the crowd. It was Baron Battle's son!

The mutters ceased as Warren burst into hot flames. They stared up at him in awe as his whole body was engulfed in flames.

"Hey, Sidekick," Boomer called to Angela. "How about eating some fire?"

Angela opened her mouth to respond just as Warren tossed a ball of fire in her direction. The ball slipped between her lips. The girl choked and coughed as the burning mass slid down her throat. Smoke issued from her mouth as she coughed. Her classmates laughed as she choked on the flames.

"Damn you all to hell," she whispered, tears running down her cheeks.


	2. Enter Black Widow

"Warren Peace," Principal Powers called out at graduation.

The Flame Thrower stepped onto the stage to accept the staff's congratulations and to meet his Sidekick.

"Angela Demona," Principal Powers called.

I slipped up beside Warren, my eyes dark with hatred. Did they honestly think I would spend the rest of my life tied to someone like Warren Peace? I had bided my time in school, hiding my true potential once I'd discovered it.

I managed to erase the evidence of my hatred as everyone focused on me.

"Congratulations on your graduations and good luck fighting crime," the principal said as she handed us our diplomas and information packets. Then she motioned us off-stage so she could form the next team.

"Look," Warren said before we even made it out of the room, "I don't want or need a Sidekick, so can you deal with that?"

My eyes darkened angrily again.

"No problem," I hissed between clenched teeth. I twisted about and left the school.

It was time to fulfill my destiny as the greatest Villainess the world had ever seen. My first task was to find a Hero who would be easy to drain. There were enough cocky Heroes out there I knew I wouldn't have a problem doing so.

**Six Years Later**

I leaned against the back of my chair, my left leg draped over the chair arm, stroking the tabby cat sitting between my legs. A small smirk curved my lips as I examined the Hero lying weakly on the ground in front of me.

"You'll never get away with this, Angela," Red Moon, or Ryan Redhawk as his friends know, excuse me, knew him, said. He was so full of himself.

"I don't know," I said, "I seem to have gotten away with it for quite sometime now. You do realize you aren't the first to fall?"

Ryan seemed shocked at this news. Arrogant bastard! Did he honestly think he was special enough for me to risk everything on? No, he was actually the latest in a long line of Heroes to fall under my spell and into my trap. He was so common; the only thing that made him different from the other telepathic Heroes was that he was so available.

"Please, Angela," he begged, changing tactics, "I thought we had something. I loved you."

"Oh please," I sneered, "You didn't love me. You loved having me on your arm. You loved the way your friends were so jealous."

I was fast growing tired of Ryan Redhawk. I'd long since drained him of his powers and had been keeping him around, drawing bits of information from him. I was already planning my next target.

"Is there anything you'd like me to tell your family before I kill you?" I asked sarcastically. I had been appearing frequently at Ryan's house "looking" for him recently, even after he'd been captured. His family was so ensnared that they actually believed I was upset over his disappearance.

Ryan spat angrily at me.

I raised one eyebrow at his response and then, just as dispassionately as I could, I extended one finger towards him. His eyes widened in shock as my fingernail grew long and divided into two sharp points. I pierced the side of his throat with the two points and injected a lethal amount of venom.

The former Hero twitched for a moment as the poison spread throughout his body, then he was still.

Two of my female minions picked him up and presented his body to me for inspection. Two tiny holes decorated his throat, just as they had all of my other victims.

"Make sure the body isn't found for three more days, fight people off if you must," I ordered, standing up and walking past the two girls with my cat in my arms. I didn't need an affirmation; I knew they would do whatever I told them to do. They were budding villainesses that I'd brought up since I first discovered their potential. I now had a following of 12 women. Most of them were Sidekicks recruited straight out of Sky High or one of its sister schools. The Sidekicks were specially selected based on their particular skills either with their powers or with their external abilities with chemicals or manipulation. Two I'd been training since they were discovered on the streets, they were my most loyal defenders. Three of them were actually Heroes who had turned to the dark side with a bit of maneuvering on my part.

The thought of the sheer amount of power I'd gained brought a smile to my lips. My power of being able to eat or drink anything developed into a remarkable power midway through my junior year at Sky High. My new power was absorbing the powers of other supers. It was incredibly useful to me. I'd already take over a large number of powers. A few of my powers included the ability to control water in all its forms thanks to a number of Heroes, the power over wind, controlling weather, the ability to grow my bones and skin to any thickness, color, shape, or length including my hair and nails, the ability to ingest and expel toxins from any point in my body, several types of transformation, and, now, telepathy. I had many other powers that I'd absorbed over the past six years through various methods.

The whole world knew of me now and I was a wanted woman on every continent, including Antarctica. How's that for fame? What amused me is that no one had ever actually seen me. I killed in the same way every time, typically taking male victims, and so had been named Black Widow. To add to the mystery surrounding me, my minions sometimes went out and dropped hints that I was working with their mistress, the Empress. The Empress was actually the name I'd chosen for myself so when Black Widow was bestowed upon me I was thrilled. It meant that no one had connected the two crime makers as anything other than cohorts.

In my daily life I was still Angela Demona, the rejected Sidekick of Warren Peace. I was just a freelance Sidekick who spent most of my free time working as the owner of an antique shop. I was the sweet, quiet girl men wanted to take home to momma, I was the sharp-eyed shopkeeper, and I was so naïve. No one suspected that someone like Angela Demona could be the world's most feared villainess.

It was time to don my civilian persona to finish my charade of the grieving girlfriend until Ryan's body could be found. Then I would "pick up the pieces and move on the way he would want me to." Or at least that's what I would tell his family.

For a moment I was shocked at my own callousness. Then I smirked, it was just one more thing I had to thank Warren Peace for.

It was at that moment I decided to change my tactics in my quest for revenge. I would somehow cause Warren Peace to fall in love with me. What could be more painful than being betrayed by the one he thought he loved? My revenge would be perfect. Then at last, I could retire in peace, to be an antique store curator the rest of my life.

I slipped out of my headquarters and sealed it against all but my girls. Within a second I had transported myself to the back room of my closed shop. I had disappeared over my lunch break to finish my business with Red Moon the telepath. It was time to reopen as though nothing had ever happened.

My cat jumped to the floor and ran to his perch in the front window of the store. I flipped the sign on my door over and unlocked it.

I turned on the T.V. I had on my counter as I went through my newly-arrived mail. Not even an hour later the news came on.

"This just in," said the reporter on the screen, "the body of Red Moon has been found. His killer is obvious from the two puncture wounds on the side of his neck, Black Widow."

I started and stared at the screen. Sure enough I saw Ryan's body lying on the ground with police and Supers swarming around it. Where were my girls? What had gone wrong? I focused on the reporter as he continued speaking.

"Just a few short minutes ago, this area was a battleground," the man told his listeners. "Hero Dark Flame was doing a routine check of the area when he found two women moving the body of Red Moon into the area. In the fight that ensued one of the women was seriously injured, the other escaping without injury. If you see either of these women, please contact authorities immediately." Crude drawings of my girls appeared on the screen.

My jaw tightened angrily. Warren had nearly cost me the lives of my two most devoted followers. He was becoming more of a nuisance every day that he lived.

I picked closed up the shop quickly. It was time to play the distraught girlfriend. I ordered my cat to stay with the help of a taken power, picked up my purse, and headed for the scene.


	3. Beginning the Web

I arrived at the scene before Ryan's body could be moved. His family and friends had already arrived and immediately welcomed me. I sobbed inconsolably as though I actually cared about the arrogant bastard.

One by one, everyone left as Ryan's body was taken away, trying to find an outlet for their sorrow. I saw my opportunity to strike a moment later.

Warren Peace had just finished talking to a police officer when I arrived. I pasted my best mask of sadness on and gripped his leather jacket tightly. He looked down at me in alarm.

"You have to help me," I whispered. "I can't let his murderers go unpunished."

For the first time I actually saw something other than annoyance flicker across Warren's face. He looked slightly pitying and very surprised to see me again.

I added a soft sob. Warren awkwardly wrapped an arm around my shoulders and took me aside.

"You were Ryan's girlfriend?" he asked gently.

I nodded, wiping at my eyes. Curse those wretched tears; my eyes would stay puffy for hours.

"Look, I know you're upset, but this is a job for someone else," he told me.

"No," I said with a touch more vehemence than I'd intended. "I have to be the one to find his killers. I have to repay the faith Ryan had in me somehow. If you don't help me I'll go on my own."

Warren just looked at me for a long moment. I barely managed to keep my impatience from showing. Finally he nodded, the sign I'd been waiting for. Somehow I knew he would be too much of a hero to let a lowly sidekick take on Black Widow all by her lonesome.

"Thank you," I whispered.

"I'll send someone to get you when I can get a team together. Fair enough?"

"Sure," I answered. I pulled out my store business card and scribbled my cell phone number on the back. "Call me or find me here."

He nodded and I turned for my shop to fetch my cat. Then to address my girls.

**At my headquarters**

"What the hell happened?" I snarled when I found them.

Chelsea was busy setting Jessica's broken arm while Misty stood behind her friend. Misty only had a few scrapes from her encounter with Dark Flame. Jessica had taken the worst of it.

"We didn't know he'd be there," Misty defended. "Normally he patrols a nearby area at a different time."

"He recognized the body of Red Moon instantly," Jessica told me. I scowled. That meant he'd been assigned to find Ryan and, by extension, me. He didn't need time to put a team together; there was already a team set up to find Black Widow. I had suspected as much, but didn't think Warren would fight so hard against me.

"Get the other girls in here," I ordered, stalking over to my chair. I was rapidly piecing together a plan to fight Warren Peace and his friends.

The rest of my girls began arriving in ones and twos, settling themselves around the room.

When all thirteen of us were settled down I started to speak.

"As you all know, the whole world is looking for me." The girls nodded as I continued, "After six years of waiting and planning, my ultimate target is in my sights. As of now, all forays to purposely capture Heroes are to be stopped. All of you are released to your own agendas for the time being. If in the course of your pursuit you happen to capture a Hero, by all means bring them to me. However, I must ask you all to refrain from contacting me in any case but an emergency. I will return here from time to time and will summon you. For the first time since her creation, Black Widow will be appearing to the public. If you should hear of me on T.V., feel free to come and join in the chaos."

The girls looked at each other and then back at me.

"In essence what you're saying is, 'don't bug me?'" a Shape shifter, Nikki, clarified.

"Yes." I glanced at the girls. "You may stay here or explore the world as you choose. I do not know how long this plan of mine will last, but it may take quite some time."

The girls all nodded their understanding. I dismissed them and they left the room.

"You'll be coming with me, my love," I cooed to my cat as I cradled him in my arms. He purred loudly and I smiled. My cat was the only creature guaranteed not to betray me. I could talk directly to him and he loved me enough not to give any other Hero with Animal Speech any information. It was such a relief to have at least one creature who truly understood me.

**An Hour Later**

The bell over my shop door chimed as it opened.

"Welcome," I said brightly as I came out of the back room. I stopped behind my counter and smiled at the familiar-looking young woman standing in the entrance way. She had bright red hair and wore a lime green tank top and vintage blue jeans. She had on brown sandals and a beaded belt.

"Can I help you find anything?" I asked her.

"I'm looking for an Angela Demona," she said looking at the piece of paper in her hands.

"That would be me," I said.

"Hi," the girl said without missing a beat, "I'm Layla Stronghold." She held out her hand to me.

I took it and smiled at her. Now I knew where I'd seen her. She was a year behind me at Sky High and had married Will Stronghold. Everyone in the Hero world knew about their marriage. I'd found out about it through one of my girls who'd been manipulating a super near the Stronghold residence.

"Can I offer you something to drink?" I asked.

"No thanks," Layla said politely. "Warren sent me to find you."

"Oh, so soon?" I feigned surprise. "He told me he'd send for me when he got a team together. I didn't realize he could organize people so fast."

Layla looked vaguely uncomfortable at my words. A small smirk curved my lips. It seemed Warren had made sure I was kept pretty out of the loop. This would be fun. What the pathetic Impenetrable Girl (me in my Sidekick phase) didn't know could be used to increase the damage Black Widow and the Empress could do. Poor clueless Impenetrable Girl. She would have no idea that Warren and his friends knew something and would "accidentally" interfere. Playing the damsel in distress would be so much fun then.

Luckily, Layla seemed to think my smile was because the team had formed so quickly.

"Yeah," she managed, recovering quickly, "There are a lot of people that Black Widow has hurt. Besides, the Guild of Heroes and Sidekicks is really interested in capturing her partner in crime, the Empress. It wasn't hard to find enough people to form the core team and the outer rings of our communications system."

"Excellent," I beamed. "let me close up the shop and I'll go with you." I picked up my cat and purse before flipping off the lights. Layla cooed to my kitty as I locked up the shop.

"So, where to?"


	4. In the Enemy's Lair

Layla escorted me to the headquarters of Team Flame. The core team consisted of the four Strongholds (Steve, Josie, Will, and Layla), Warren, Magenta, and Zac. All of them I recognized from my years at Sky High. Of course, being Red Moon's "girlfriend," I was immediately made part of the core team.

"Ethan will be coming in a couple days," Will called to Layla as we walked into the house.

"What's keeping him?" she asked as they pulled apart from their embrace.

"He says a friend of his might have some information about this 'Black Widow.'"

I stared at the young man, trying to appear eager.

"Did he say what he knew?" I asked excitedly.

Will glanced at me. "I'm sorry; I don't believe I've had the pleasure of meeting you."

"Angela, Angela Demona," I introduced, shaking his hand and pasting a fake smile on my face.

"Pleasure to meet you, Angela," Will acknowledged. "I'm afraid Ethan didn't tell me what he'd found out."

"Hopefully it's something useful," I said with a smile.

"Will, any word from the police about the two girls I fought today?" Warren asked, stalking into the room. He settled into one of the armchairs in the Stronghold living room.

"Nothing concrete yet," Will said, setting himself across from Warren. "All we've got is a confirmation that they have been linked to the Empress."

"Well, that's not much to go on." Warren fell silent as two other members of the team, Magenta and Zac, joined the room. Introductions were made and we all sat down.

"Since you'll be joining us on missions and other ventures," Will began, "perhaps you could explain to us your powers."

"I think Mr. Peace has some idea as to my powers," I said flatly. I couldn't resist sending the little barb at him. He winced. Obviously he remembered exactly what I was talking about.

"A lot changes in the—what?—ten years since power placement," Layla said a little too quickly. "I know Will had absolutely no powers for the first month of our freshman year."

I gave her a "shy" smile. At least, that was what I'd hoped they'd interpret it as.

"I can, uh, ingest anything without feeling ill," I said, looking down at the ground. That was still true. It was what allowed me to take in other powers, thereby negating their use by the original owner, because they no longer possessed that power. My only issue was that I could not draw in multiples of the same power, nor could I take in powers that clashed. In some ways that was a good thing when it came to this group. For instance, I would not be tempted to steal the powers of Will, Steve, or Josie, because I already possessed those same powers. I already had a number of tiny shape-shifting powers and so had no need of Magenta's power. Zach's was useless to me as I'd absorbed the ability to see in the dark. But as for Layla and Warren, their powers contrasted with powers I already had. Earth is the opposite of Air and Fire is the opposite of Water. Due to those natural laws I could not take the powers Warren and Layla possessed. This was a constant source of frustration to me. The bonus: at least no one could poison me and I never was sick.

"Is that all?" Will asked before Layla hit him.

"No," I said slowly, beginning to tell my lie, "I can enhance the nutritional properties of the things I eat. For example, spinach. Like in Pop-Eye the Sailor Man I become incredibly strong when I eat it. The length of time the power lasts is in direct proportion to how much I eat."

"Oh." They just sat looking at me.

"What foods are you used to using and what powers can you obtain this way?" Warren asked finally.

"Anything with high amounts of sugar, fat, or carbohydrates gives me an energy boost. With sugar I mainly get faster, with carbs, I gain stamina. Fats are odd, with them I can either use the energy or I can become a giant. Spinach is something I know to make me stronger and carrots to give me super sight, even laser vision," I told them.

They looked at each other for a moment and then nodded.

"Okay, we're good then," Warren said, standing up. I gathered by his commanding tone that he seemed to have been put in charge of the group.

"Angela, you're with me. Layla, Will, you guys know what to do. Magenta, Zac, head back to the crime scene. I want you to see if you can pickup anything the crime labs didn't," Warren ordered. The others cleared out, leaving the two of us alone.

"Are you any good at patterns?" Warren asked once the others had left. I looked at him in mild surprise.

"I'm pretty decent," I told him, telling my first complete truth since I'd joined up with the team. "Why?"

"I have a series of locations I want you to look at on the map. They're places the Black Widow has left her victims, I think it means something," he said, leading me down into their communications and planning center.

He scanned his hand and eyes for identification to log on to a computer and quickly brought up a flat map of the world. Dozens of little black dots were arranged at what appeared to be random places, each numbered in the order of occurrence.

"See if you see something I missed," he told me as he turned to look at a pile of reports sitting on his desk.

I stared blankly at the map for a long moment, and then I grinned as I realized something. When I'd told my minions to find a new hero dumping ground for me, I'd told them to be creative. I remembered distinctively something one of my street recruits had said. "Soon the Black Widow will sprawl across the world." She'd said that as we were looking at a map, exactly like this one, only with far fewer dots. She'd traced her finger from point to point in the order of occurrence and body location.

"Can I print this out?" I asked quickly.

Warren shrugged and pointed to a printer to one side of the room. I got the image printed out with all the dots and settled down at the table with a black marker. I began to play connect the dots.

My companion watched me with interest as a design began to take shape. Then I reached the last dot and sat back in my chair. Drawn on the map in front of me was a large Black Widow spider. Only one point was missing to complete the spider's final leg before the drawing could be finished. I hid a smile. The girls already knew where to go when I needed them. They'd mapped everything out for me, to let me know I could count on them.

"According to this pattern, that's where Black Widow's next victim will appear," Warren said finally, getting up to stand behind me. His finger rested lightly in the map. His finger was resting in the center of the state of Montana. He pulled out a few instruments and began to measure and sketch out on my map exactly where the Black Widow would appear next. He finished drawing the lines and took a closer look at where the point had been placed. It was directly over Billings, MT.

"That's our next stop."

I looked at him blankly.

"Shouldn't we wait until she's actually captured someone?" I asked, looking slightly confused. "If we show up now, won't she be scared off?"

Warren looked at me for a long moment. His intense scrutiny unnerved me.

"I'm just saying, showing up too soon could jeopardize our chances of ever catching her," I explained.

"You're right," he replied slowly. He sank back down in the chair. His dark eyes seemed to pierce right through me. I played with a strand of my dark hair. This guy really unnerved me. I'd spent most of my high school years avoiding him like the plague and now I was trapped in a team with him. Even though I'd planned things out, I was still uneasy.

My cat, Mr. Kitty (I had not named him, the shelter I rescued him from had given him that name), jumped up into my lap and began purring madly. I ran my fingers through his soft fur. He curled up against my stomach, vibrating with every purr. Warren gave the cat a surprised look, as if he'd forgotten that I'd brought my cat.

"_Anything interesting?"_ I thought at my cat. I'd sent him to see what secrets Team Flame had while I was with the other humans. By now my cat was an accomplished spy. He is far more intelligent than most people give him credit for. He'd mastered the art of playing stupid around other animals and Animal Speech heroes.

"_Actually, yes," _he thought back, happy that he didn't have to yowl to make himself heard now, _"Layla's mother, the Animal Speaker is also working with the team. They have a huge network of heroes working with them that you aren't aware of. You met the core team, but there are at least six smaller teams working closely with them on the other continents to find you."_

I scratched my cat behind his right ear, his favorite spot, as a reward for his good work. His purring rose in volume.

"What's your cat's name?" Warren asked, awkwardly trying to make conversation.

"Mr. Kitty," I answered, smiling fondly at my darling.

"Mr. Kitty?" he asked, giving me a bizarre look.

"I didn't name him, that was the name the animal shelter had given him," I defended.

Warren nodded in understanding. We sat in silence for a long moment as my companion sat deep in thought.

"_I'm hungry,"_ Mr. Kitty complained, yowling for Warren's benefit. The yowl startled the pyro.

"What's wrong with him?" he wanted to know.

"I think he's hungry," I answered, concealing the fact that I knew exactly what the cat wanted. "I'm going to take him home and get him fed. Is that all right?"

Warren nodded and directed me to come back the following morning ready to run through patrols. I promised I would and left quickly. I could barely contain my excitement.

A few blocks away from the team's headquarters I used a stolen power to transport myself to my own headquarters. Once there I activated another stolen power and created a clone of myself. The nice thing about clones, they have all of the same powers that I do. Even better, they knew exactly how I would think because they were me. There was no risk of them turning against me because I could simply gather them in if I even sensed betrayal. Any changes made to a clone did not come back to reflect on me, so their appearance could change at will and I could still draw them in.

"I need you to change yourself into a homely, very plain lab assistant," I told, well, myself.

In an instant, a completely different girl was standing before me. She was shorter than I normally am, with stick-straight, dull brown hair, pea-soup colored eyes, glasses, and weighed probably fifty pounds more than I did. She wore scuffed Doc Martin's, a brown skirt that ended mid-calf, a long-sleeved white button-up shirt, and an argyle vest.

"What would you like me to do?" she asked me.

"Make your way to the lab of Ethan Brown and intercept the messenger who supposedly holds information about Black Widow," I ordered. "Use whatever measures you deem necessary to complete your mission. Report back to me as soon as you find the information. If necessary, eliminate the messenger before he can give anyone else the information."

My clone nodded and vanished to begin her mission. I smiled with pleasure.

"Now to get you fed," I murmured to my cat, heading off to the kitchen. Even super villainesses need to eat.


End file.
